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Hermes comments ahead of Deutsche Bank and Glencore AGMs

“Following a longstanding engagement with Deutsche Bank, Hermes EOS, on behalf of a group of more than 40 institutional investors, urged the supervisory board ahead of and at the AGM on 21 May 2015 to review the composition of the management board. Hermes EOS had previously raised concerns about the management board’s delivery on key targets set under Strategy 2015+, the way it had dealt with litigation and investigations and its progress on culture change.

Management board overhaul completed: Supervisory board delivered on mandate given by shareholders at the AGM in 2015

The supervisory board of Deutsche Bank reacted decisively to the concerns raised by investors and regulators about the management board by almost completely overhauling its composition in the second half of 2015. We commend Deutsche Bank’s leadership for listening to the concerns and taking some tough personnel decisions, thus making possible a genuine, new beginning at top management level in preparation of the implementation of Strategy 2020.

We specifically welcomed the appointment of senior executives with relevant experience and skills to the management board to focus on compliance, legal and regulatory matters and the additional accountability provided through the representation of the bank’s four main business divisions.

Strategy 2020: Right focus – ongoing implementation

We welcome Strategy 2020’s focus on reducing the bank’s scope, complexity and costs and shrinking risk-weighted assets and support the objectives of strengthening capital and ultimately creating adequate returns for investors. At the same time, we are pleased about Deutsche Bank’s recognition that significant investment in its infrastructure and information technology is necessary to make its businesses more efficient and less susceptible to conduct incidents. Having identified the shortcomings, Deutsche Bank now needs to be clearer about how problems will be fixed and in what timeframe and provide meaningful updates on progress.

We look forward to the management board’s execution of Strategy 2020 and delivering on the cost reduction, capital and return targets communicated for 2018 and 2020. As the implementation of Strategy 2020 has just started, it is too early to assess the performance of the new management board.

Continued concerns about conduct, risk management and culture

We are concerned that Deutsche Bank continues to experience conduct incidents, such as the alleged money laundering and possible breaches of sanctions in Russia, and reprimands from key regulators. We urge the management board to make compliance, risk management and the creation of a culture that facilitates sustainable value creation and minimises conduct incidents an integral part of the bank’s new business model.

Remuneration of management board

We commend the supervisory board for not paying any bonuses to the members of the management board in 2015. However, we are concerned about the significant increases in base salaries in recent years, the apparent lack of consultation on the proposed changes to the management board remuneration system, the inadequate transparency in relation to performance criteria and targets of the proposed so-called Division Performance Award, as well as the high level of discretion of the supervisory board with regard to variable remuneration. We will therefore oppose the proposed new remuneration system.

Discharge of management and supervisory boards for 2015

We will vote against the so-called discharge of all management board members appointed before 1 July 2015. Consistent with our vote last year, with this vote we formally express our strong concerns about a range of issues that happened during their tenure.

While we have concerns about some aspects of the supervisory board’s work in 2015, such as the new remuneration system and the public comments of some of its members on internal matters, overall we see its activities in 2015 positively. We do not believe that a discussion about supervisory board elections and re-elections in 2017 is in the interest of Deutsche Bank and its shareholders.

Glencore

Bruce Duguid, Director, Hermes EOS:

“Glencore rightly recognises climate change as a key risk to its business. We would like to see the results of a ‘stress-test’ of the impact of a 2-degree scenario across the company’s activities. The results should include a quantification of the potential impact on the value of their assets and potential earnings. As a member of the coalition group ‘Aiming for A’, and a co-filer of the climate change resolution, we have long supported action to limit climate change to below 2C, recognising that this outcome will better create and preserve the long term value of institutional investors’ portfolios”.